XMax Inc. Shareholders Approve Key Issuance Proposals at Special Meeting

XMax Inc. (NASDAQ: XMAX), a Nevada corporation, held a pivotal Special Meeting of Stockholders on July 24, 2026. The meeting resulted in the approval of several proposals that are highly significant to shareholders and could have a direct impact on the company’s share value.

Key Points and Decisions from the Special Meeting

• Quorum Achieved: The company achieved a quorum for the meeting, allowing for valid voting on critical proposals.
• Shareholder Approvals: The following proposals were approved by the shareholders:
  1. Private Placement Issuance: In compliance with Nasdaq Listing Rule 5635(d), shareholders approved the sale and issuance of more than 20% of the company’s issued and outstanding common stock in a private placement offering at a price lower than the “Minimum Price” as defined by Nasdaq rules. This is a highly price-sensitive event, as issuing a large block of shares below market price can impact existing shareholders through dilution and may affect the trading price of the stock.
  2. Shelf Issuance: Shareholders also approved, again under Nasdaq Listing Rule 5635(d), the sale and issuance of more than 20% of the company’s issued and outstanding common stock in a registered direct offering, under an effective registration statement on Form S-3 (Registration Number 333-295406). This offering, like the private placement, will occur at a price below the Nasdaq-defined “Minimum Price,” which could also be price-sensitive and lead to further dilution for existing shareholders.
  3. Adjournment Authority: Shareholders granted discretionary authority to the Chairman of the Board of Directors to adjourn the Special Meeting for the purpose of soliciting additional proxies to approve Proposals 1 and 2 if necessary.

Detailed Voting Results

Proposal 1: Approval of Private Placement Issuance

Proposal 2: Approval of Shelf Issuance

Proposal 3: Grant of Discretionary Authority to Chairman of the Board

Potential Impact on Shareholders and Share Price

• Significant Dilution: Both the private placement and the shelf offering involve the issuance of more than 20% of the company’s outstanding shares, and at a price below the Nasdaq “Minimum Price.” This is a major development that will likely result in significant dilution for existing shareholders. Such dilution often puts downward pressure on the company’s stock price.
• Price-Sensitive Event: The approval to issue shares at a discount to the prevailing market price is inherently price-sensitive. Investors should be alert to how the company utilizes the new capital and the potential impact on XMax Inc.’s share price once the issuances take place.
• Future Fundraising Flexibility: Granting the Chairman discretionary authority to adjourn the meeting to gather more proxies signals the company’s commitment to securing these approvals, indicating the importance of these fundraising measures for XMax’s strategic direction.

Additional Disclosures

• Common Stock Details: The registered security is “Common Stock, par value \$0.001 per share.”
• Exchange and Symbol: XMax Inc. is listed on NASDAQ under the ticker symbol “XMAX.”
• Emerging Growth Company Status: The company is not classified as an Emerging Growth Company.

Management Signature

The report was signed on behalf of XMax Inc. by CEO Xiaohua Lu on July 28, 2026.

Disclaimer: This article is provided for informational purposes only and does not constitute investment advice. Investors are urged to review the company’s public filings and consult with their financial advisors before making investment decisions. The information contained herein is based on the latest available public disclosures and may be subject to change without notice.

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